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1. Parties: Identifies and defines the seller and purchaser with their full legal names and addresses
2. Background: Sets out the context of the sale and the parties' intention to enter into a conditional sale arrangement
3. Definitions: Defines key terms used throughout the agreement
4. Sale and Purchase: Details the goods being sold and the basic agreement to sell subject to conditions
5. Purchase Price and Payment Terms: Specifies the total purchase price, payment schedule, and method of payment
6. Conditions for Transfer of Title: Clearly states the conditions that must be met before title passes to the purchaser
7. Delivery and Acceptance: Specifies delivery terms, inspection rights, and acceptance procedures
8. Risk and Insurance: Allocates risk of loss or damage and specifies insurance requirements
9. Warranties and Representations: Sets out warranties regarding the goods and representations by both parties
10. Default and Remedies: Specifies events of default and available remedies
11. Repossession Rights: Details the seller's rights to repossess goods in case of default
12. Governing Law and Jurisdiction: Specifies Hong Kong law as governing law and jurisdiction for disputes
13. General Provisions: Contains standard boilerplate provisions including notices, amendments, and severability
1. Security Interest: Required when additional security is taken over other assets or guarantees
2. Third Party Rights: Include when third parties have rights under the agreement, such as guarantors or beneficiaries
3. Import/Export Requirements: Necessary for international sales requiring compliance with trade regulations
4. Installation and Training: Include when the goods require professional installation or user training
5. Maintenance and Support: Required when ongoing maintenance or support services are part of the sale
6. Intellectual Property Rights: Include when the goods involve software, patents, or other IP rights
7. Data Protection: Required when personal data processing is involved in the transaction
8. Force Majeure: Optional but recommended for high-value sales or long-term payment arrangements
1. Schedule 1 - Description of Goods: Detailed technical specifications and description of the goods
2. Schedule 2 - Payment Schedule: Detailed breakdown of installment payments, amounts, and due dates
3. Schedule 3 - Delivery Schedule: Timing and logistics of delivery if multiple deliveries are involved
4. Schedule 4 - Acceptance Tests: Specific criteria and procedures for accepting the goods
5. Schedule 5 - Warranty Terms: Detailed warranty terms, conditions, and claim procedures
6. Schedule 6 - Maintenance Requirements: Required maintenance procedures to maintain warranty coverage
7. Appendix A - Form of Notice: Standard forms for various notices required under the agreement
8. Appendix B - Certificate of Title: Form of certificate to be issued upon satisfaction of conditions
Manufacturing
Industrial Equipment
Automotive
Technology and Software
Heavy Machinery
Construction Equipment
Medical Equipment
Agricultural Equipment
Renewable Energy
Telecommunications
Transportation
Retail
Legal
Sales
Procurement
Finance
Risk Management
Operations
Compliance
Credit Control
Business Development
Contract Management
Legal Counsel
Commercial Director
Sales Manager
Procurement Manager
Contract Administrator
Finance Manager
Credit Controller
Risk Manager
Business Development Manager
Operations Manager
Chief Financial Officer
Compliance Officer
General Counsel
Sales Director
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